Key Material definition

Key Material means, with respect to a given Product, those key Materials for the Manufacture of such Product as designated by the Parties. Schedule 1.26 will include a list of the then-current Key Materials, as designated by the Parties, which will be updated by the Parties from time to time during the Term to reflect additions and deletions thereof.
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Key Material means the excipients, active pharmaceutical ingredient (API) and device components, as applicable, of the Supply Product(s), including, as applicable, Compositions.
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Examples of Key Material in a sentence

  • The Parties agree that the contract referenced as item #53 (the Axens contract) on Exhibit A to Schedule 2.1.7 of the Disclosure Schedules to the Agreement is hereby removed from the definition of Key Material Contracts set forth in Section 1.1 of the Agreement, and is removed from Exhibit A to Schedule 2.1.7 of the Disclosure Schedules and shall be an “Excluded Contract” pursuant to the Agreement and shall be deemed to be included on Schedule 2.2.10 of the Disclosure Schedules to the Agreement.

  • Since March 31, 2000, except as set forth in this Agreement or on the schedules hereto, there shall have occurred no Key Material Adverse Effect other than any such change that affects both Parent and Key in a substantially similar manner.

  • Except as set forth on Schedule 3.15, there is no pending suit, claim, action or litigation, or administrative, arbitration or other proceeding or governmental investigation or inquiry against Key to which its business or assets are subject which would, severally or in the aggregate, reasonably be expected to result in an Key Material Adverse Effect nor have any such proceedings been threatened or contemplated.

  • During the period commencing on January 1, 1994 and ending on the date hereof, Key has not received from any Governmental Entity any written notification with respect to possible conflicts, defaults or violations of Laws, except for written notices relating to possible conflicts, defaults or violations described in the Key SEC Reports filed prior to the date hereof or that would not have a Key Material Adverse Effect.

  • All of the computer software used by or for Key in the conduct of its business (the "Software") is either (i) owned by Key free and clear of any and all liens, claims, equities, security interests, and encumbrances whatsoever, or (ii) used by Key pursuant to a fully- paid license granted to Key for the third party pursuant to the terms of such license, except for any noncompliance the effect of which would not have a Key Material Adverse Effect.

  • SPT shall use best efforts to enter into written supply or similar agreements or purchase orders of Key Material C-3 with its Qualified Vendors and SPT shall promptly provide to PGx copies of such agreements/purchase orders of Key Material C-3 (or summaries of terms of any verbal agreements of Key Material C-3).

  • Key is not in conflict with, or in default or violation of (a) any Law applicable to Key or by or to which any of its properties is bound or subject or (b) any of the Key Permits, except for any such conflicts, defaults or violations described in the Key SEC Reports filed prior to the date hereof or which would not have a Key Material Adverse Effect.

  • Other than the filing of the Certificate of Merger as described in Article 1, all authorizations, consents, orders or approvals of, or declarations or filings with, or expirations or terminations of waiting periods imposed by, any governmental entity, and all required third-party consents, the failure to obtain which would have an Key Material Adverse Effect or a Parent Material Adverse Effect, shall have been obtained.

  • Key is duly qualified or licensed to do business and is in good standing as a foreign corporation in every jurisdiction where the failure to so qualify would have a material adverse effect on (a) the business, operation, assets or financial condition of Key or (b) the validity or enforceability of, or the ability of Key to perform its obligations under, this Agreement (a "Key Material Adverse Effect").

  • At or prior to the Closing, NNL shall cause the Company to obtain any and all consents, approvals or authorizations under the Key Material Agreements that is necessary or required to complete the transactions contemplated herein, on terms reasonably satisfactory to Purchaser.

Related to Key Material

  • Input Material means all documents, information, representations, statements and materials provided by Customer or a third party on behalf of Customer, relating to the Services, including computer programs, data, logos, reports and specifications and inventories.

  • SAP Materials means any software, programs, tools, systems, data, or other materials made available by SAP or any other member of the SAP Group to Partner or to an End User (either directly or indirectly via Partner) prior to or in the course of the performance under any part of this Agreement including, but not limited to, the other SAP Products.

  • Background Materials means all Intellectual Property Rights, know-how, information, methodologies, techniques, tools, schemata, diagrams, ways of doing business, trade secrets, instructions manuals and procedures (including, but not limited, to software, documentation, and data of whatever nature and in whatever media) owned, developed or controlled by the Supplier which may have been created outside the scope, or independently of, the Services and/or this Agreement, and including all updates, modifications, derivatives or future developments thereof. Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business. Business Systems: the information technology and communication systems, including networks, hardware, software and interfaces owned by, or licensed to, the Customers or any of its agents or contractors.

  • Activity Material means any Material, other than Reporting Material, created or developed by the Grantee as a result of the Activity and includes any Existing Material that is incorporated in or supplied with the Activity Material.

  • Biological Material means any material containing genetic information and capable of reproducing itself or being reproduced in a biological system;